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Secured Loans and Corporate Liquidation

The following Is a transcript of the video above.  

Let’s Try a Practice Question 

In a corporate liquidation, which of the following securities have the highest priority to receive any remaining assets?  

  1. Mezzanine debt 
  2. Common stock 
  3. Senior secured debt 
  4. Preferred stock 

The answer here is 3. 

Senior secured debt is the most conservative. Let’s talk about the rate of return. So senior lenders have top priority, and they are secured. What does that mean? When we say secured, and we are owed money, what are we allowed to look to? I, the lender, can look to a particular asset, but it is not always guaranteed. When we borrow money on a senior secured basis, we are pledging collateral as a backstop. If we do not repay that money, the lender can come take it.  

Is a Personal Mortgage Secured? 

Yes, a mortgage is secured. It is secured by your house. Is a credit card loan secured, meaning when you buy things on your credit card, is it secured or unsecured? It is unsecured. If you do not pay the Visa bill, they cannot take the stuff you bought, because it is an unsecured loan. What is the borrowing cost on a credit card? It does vary, but typically it is 18% to29%. That’s the difference between that secured lending or unsecured lending. In this corporate liquidation scenario, what is the lowest priority? Who is last in line? Common stocks.  

Common Stock 

Last in line here is common stock, while on top is senior secured, debt is the number two, and then preferred stock. Now, let’s say you did not know what mezzanine was in this question. Mezzanine is a term that describes “in the middle.” It is between debt and equity. Even if you did not know what this was, even if this was totally confusing to you, you would have said, well, one is debt and the other is stock, therefore, you can make the decision. There we see how we try and work on these questions even if we’re not sure, by looking at some of the other terminology.  

Dave's mission (and job: Managing Director of Course Design) is to make FINRA exam training engaging, approachable, and dare he even say, enjoyable. Having trained and coached over ten thousand students to exam success he knows how to present complex subjects in memorable and understandable ways. Prior to joining Knopman Marks in 2011, Dave practiced bankruptcy law at Weil, Gotshal & Manages and served as a law clerk in a the Southern District of New York Bankruptcy Court working on the General Motors and Lehman Brothers bankruptcies. Building on his legal expertise and training allows him to keep all our courses updated with the latest legislative and rule-making changes. Dave currently trains for the Securities Industry Essentials (SIE) exam and the Top-Off Series 6, 7, 24, 57, 63, 65, 66, 79, 86, 87, and 99 exams. He also delivers executive one-on-one training and shares his passion for learning outside of work as a ski instructor and yoga teacher. Dave graduated magna cum laude from Fordham Law School, and cum laude with a BA from the University of Pennsylvania.